-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VLt7owOUGKEbLFLaKfnBDrfJ8S7nz7GfXOi/OgXkEVAo/0+KoFKOhCkQ0it5TEd6 +su1cKdulLRZQNOH/YJ05g== 0000893877-97-000673.txt : 19971117 0000893877-97-000673.hdr.sgml : 19971117 ACCESSION NUMBER: 0000893877-97-000673 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRM COPY CENTERS CORP CENTRAL INDEX KEY: 0000749254 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 930809419 STATE OF INCORPORATION: OR FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-19657 FILM NUMBER: 97721894 BUSINESS ADDRESS: STREET 1: 5208 N E 122ND AVENUE CITY: PORTLAND STATE: OR ZIP: 97230-1074 BUSINESS PHONE: 5032578766 10-Q 1 FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 0-19657 -------------------- TRM COPY CENTERS CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Oregon 93-0809419 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 5208 N.E. 122nd Avenue Portland, Oregon 97230 ------------------------------------------------------ (Address of principal executive offices) (Zip Code) (503) 257-8766 ------------------------------------------------------ (Registrant's telephone number, including area code) ------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: CLASS OUTSTANDING AT SEPTEMBER 30, 1997 ------------ --------------------------------- Common Stock 6,975,941 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS
TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) June 30, September 30, 1997 1997 ------------ ------------ ASSETS Current assets: Cash and cash equivalents $ 2,528 $ 2,999 Accounts receivable, net 7,704 7,465 Inventories 4,611 4,968 Prepaid expenses and other 1,399 1,888 -------- -------- Total current assets 16,242 17,320 Equipment and vehicles, less accumulated depreciation 33,872 33,878 Other assets 46 44 -------- -------- $ 50,160 $ 51,242 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Checks in transit $ 1,409 $ 726 Accounts payable 1,568 2,358 Accrued expenses 3,697 3,617 -------- -------- Total current liabilities 6,674 6,701 Long-term debt 400 484 Deferred income taxes 4,258 4,492 -------- -------- Total liabilities 11,332 11,677 -------- -------- Stockholders' equity: Preferred stock, no par value. Authorized 5,000 shares; no shares issued and outstanding -- -- Common stock, no par value. Authorized 10,000 shares; issued and outstanding 6,931 and 6,976 shares 16,601 16,860 Retained earnings 22,279 23,312 Cumulative translation adjustment (52) (607) -------- -------- Total stockholders' equity 38,828 39,565 -------- -------- $ 50,160 $ 51,242 ======== ========
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TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) Three Months Ended September 30, --------------------------- 1996 1997 -------- -------- Sales $ 16,577 $ 16,238 Less discounts 2,736 2,570 -------- -------- Net sales 13,841 13,668 Cost of sales 7,405 7,352 -------- -------- Gross profit 6,436 6,316 Selling, general and administrative expense 4,487 4,507 -------- -------- Operating income 1,949 1,809 Other (income) expense: Interest 147 12 Other, net 88 89 -------- -------- Income before income taxes 1,714 1,708 Provision for income taxes 677 675 -------- -------- Net income $ 1,037 $ 1,033 ======== ======== Net income per share $ 0.14 $ 0.14 ======== ======== Weighted average common and common equivalent shares outstanding 7,332 7,361 ======== ========
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TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (In thousands) Common Stock Cumulative ---------------------- Retained Translation Shares Amount Earnings Adjustment Total ------ ------- -------- ------------- ------- Balance at June 30, 1996 6,931 $ 16,601 $ 22,279 $ (52) $ 38,828 Exercise of stock options 38 202 -- -- 202 Issuance to employees 7 57 57 Net income for the three months ended September 30, 1997 -- -- 1,033 -- 1,033 Foreign currency translation adjustment -- -- -- (555) (555) ------ -------- -------- ------- -------- Balances at September 30, 1997 6,976 $ 16,860 $ 23,312 $ (607) $ 39,565 ====== ======== ======== ======= ========
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TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Three Months Ended September 30, --------------------------------- 1996 1997 -------- -------- Operating activities: Net income $ 1,037 $ 1,033 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,410 1,369 Loss on disposal of equipment and vehicles 16 3 Changes in items affecting operations: Accounts receivable (197) 239 Inventories 61 (357) Prepaid expenses and other (168) (489) Accounts payable (517) 790 Accrued expenses 190 (80) Deferred income tax 237 234 -------- -------- Total operating activities 2,069 2,742 -------- -------- Investing activities: Proceeds from sale of equipment 142 130 Capital expenditures (832) (1,392) Other (36) 2 -------- -------- Total investing activities (726) (1,260) -------- -------- Financing activities: Change in checks in transit, net 281 (683) Principal payments on long-term debt (1,128) 84 Proceeds from long-term debt -- -- Net proceeds from issuance of common stock 176 259 -------- -------- Total financing activities (671) (340) -------- -------- Effect of exchange rate changes 143 (671) -------- -------- Net increase (decrease) in cash and cash equivalents 815 471 Cash and cash equivalents at beginning of period 873 2,528 -------- -------- Cash and cash equivalents at end of period $ 1,688 $ 2,999 ======== ========
-5- TRM COPY CENTERS CORPORATION Notes to Condensed Consolidated Financial Statements ---------------------------------------------------- 1. Interim Financial Data: The condensed financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission and reflect all adjustments, consisting only of normal recurring adjustments, which, in the opinion of management, are necessary for a fair statement of the results of the interim periods. These condensed interim financial data should be read in conjunction with the Company's latest annual report to shareholders. 2. Net Income Per Share: Net income per share is computed based on the weighted average number of shares of common stock and common stock equivalents assumed to be outstanding during the periods. Common stock equivalents consist of options to purchase stock (using the treasury stock method). 3. Inventories (in thousands):
June 30, September 30, 1997 1997 ------- ------------ Paper $ 1,231 $ 1,476 Toner and developer 692 791 Parts 2,688 2,701 ------- ------- $ 4,611 $ 4,968 ======= =======
-6- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General The Company has continued to expand its business by opening TRM Centers in new and existing market areas. The number of market areas served increased from 66 to 72 from June 30, 1996 to June 30, 1997. The number of TRM Centers grew from 31,719 to 34,796 over the same period. This expansion has continued into the first three months of fiscal 1998 with the opening of two new market areas and 264 TRM Centers. As of September 30, 1997, the Company had 74 market areas with 35,060 TRM Centers. Results of Operations Sales for the first quarter were $16.2 million, down 2.0% from first quarter sales of the previous year of $16.6 million. This decline is due to decreased average sales per unit. The growth in the number of installed units reflects expansion in both existing and recently opened service areas. Sales discounts are the portion of revenue retained by customers. Sales discounts as a percentage of sales continue to decline, from 16.5% to 15.8% in the comparable quarters. This reflects changes made in business agreements with new customers. The discount rate generally varies between individual retail businesses based on volume. Cost of sales decreased 0.7% compared to the prior quarter. This is due to copy volume, partially offset by increased field service wages. Selling, general and administrative costs grew by 0.4% to $4.5 million in the first quarter. This is due to an increase in health care costs and vehicle fleet costs. Interest costs are incurred because the Company uses bank borrowings to help fund its expansion. The decrease in interest costs is primarily due to lower debt levels, which decreased from $7.0 million as of September 30, 1996, to $.5 million as of September 30, 1997. Liquidity and Capital Resources During the three months ended September 30, 1997, cash flow from operations of $2.1 million fully funded capital expenditures of $1.4 million and allowed for repayment of $.1 million in bank borrowings. The Company currently anticipates capital expenditures of approximately $8 to $10 million over the next twelve months. The Company intends to finance these capital expenditures with cash generated from operations and with bank borrowings. The Company expects that these sources will provide adequate cash to fund its expansion through at least June 30, 1998. Information in this Management's Discussions and Analysis about the Company's goals, plans and expectations regarding expansion and capital expenditures constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The following factors are among the factors that could cause actual results to differ materially from the forward-looking statements: business conditions in the market areas in which the Company operates, competitive factors, customer demand for the Company's services, the Company's ability to execute its plans successfully and the volatility of paper costs. Any forward-looking statements should be considered in light of these factors as well as risk factors and business conditions discussed in the Company's SEC Form 10-K for the year ended June 30, 1997. -7- PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K. There were no reports filed on Form 8-K during the three months ended September 30, 1997. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TRM COPY CENTERS CORPORATION Date: November 14, 1997 By: /s/ PAUL M. BROWN ---------------------- -------------------------------------- Paul M. Brown Secretary, Vice President, Finance and Chief Financial Officer -8- EX-27 2 EXHIBIT 27
5 1,000 3-MOS JUN-30-1997 SEP-30-1997 2999 0 7675 (210) 4968 17320 54573 (20695) 51242 6701 484 16860 0 0 0 51242 13668 13668 7352 11859 89 0 12 1708 675 1033 0 0 0 1033 .14 .14
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